Transformations
by Hogwartsowls
Summary: Every month at the full moon, Remus transforms. November of the Marauder's seventh year marks and even bigger transformation for Remus Lupin and Sirius Black. Rated T for mild violence, language and suggestive themes.


**AN at the bottom**

"When will this bloody class be over?" Remus muttered just loud enough for me to hear.

It was the day of the full moon and Remus had been in a snit all day. His hands shook every time he got frustrated and his usually calm demeanor had been replaced with a short temper. Ever since seventh year had started three months ago, his transformations had been getting a lot worse. Two days ago, he completely lost it. He barked at everyone for disturbing him and the smallest things set him on edge. He yelled at the little first years for talking to loudly in the halls and pretty much all out abused his position as a Prefect. It was a good thing he hadn't been made Head Boy this year.

It got worse as the days wore on and by this morning, there was a large birth around us in the hall. The professors stopped asking him to answer questions in class and I'm certain Professor Slughorn purposely made us research the side effects of bat spleens in a Calming Draught just because he didn't trust Remus and his temper around a cauldron. Everyone was weary of Remus when it was 'his time of the month' as James jokingly called it. Us Marauders were used to it by now but today it felt like we were playing bloody muggle hopscotch around him.

"We've only got ten more minutes Rem. Then we can leave our stuff with James and Pete and you and I can go for a walk," I said slowly. I was trying really hard not to get short with him.

"I don't want to go for a bloody walk Sirius," Remus snapped. "I just want this bloody class to be over with so I can get the hell out of here."

"Sure. And tonight we can go running if you want." I tried. I honestly did.

"I can't fucking go running tonight Sirius. In case you didn't remember, I turn into a raving beast tonight." As if he wasn't already. "And I don't need your fucking smart mouth about it either."

That was another thing about Remus's transformations; he gained the mouth of an Irish sailor as well as a tail.

Remus slammed his book shut, which caused heads to turn in his directions. Glaring at everyone, he stuffed his book and Transfiguration essay into his bag. He kicked his chair back and started to leave.

"Remus, I'm sorry. I didn't think. Just sit back down. You're causing a scene."

"Save it Sirius. I'm done with your bullshit," Remus warned. Without looking back he stalked out of the class.

"Mr. Lupin!" McGonagall called out after him.

"I'm going to the loo!" came the snarky reply.

Slowly, I rested my head on my desk and took a deep breath. I could feel my animagus form just under my skin, itching to get out. It was always there when I got angry. When I lifted my head James shot me a worried look and I nodded in agreement.

"Professor, can we go after him?" James asked.

McGonagall waved a dismissive hand at the door. "If you must. Just be sure to have your essay finished for Thursday."

"We will. Thank Professor," James said. He said something to Lily quickly before grabbing his bag and following me out the door.

"Bloody full moon," I muttered darkly as we made our way to the Gryffindor Tower. No doubt Remus would already be there locked in the bathroom. That had been his refuge for the past few moons. He had a different hiding place each year. In second year, after he told us about him being a werewolf, he hid in the Kitchens and terrorized the house elves. Last year he hid on top of the Astronomy tower. That scared us all pretty bad because we though he was going to pitch himself off if he got angry enough. At least in the bathroom all he could do was drown himself in the bathtub.

"No kidding. I hope he doesn't get too bad tonight," James agreed. "Last month was brutal and he wasn't even going that crazy beforehand. It's times like these that I start fearing for my life."

"That's because you have a wussy animagus form," I told him sincerely.

"Don't judge the inner stag," James retorted. "At least I'm not a rat like Pete."

We walked in silence for a while, since we were passing some of the stricter professors' classrooms. Just because McGonagall had let us go early didn't mean we couldn't get points taken away for being noisy. Gryffindor had lost so many points because of us in the first three months it was a shock that we even had any left. Thank God for Lily Evans and Mary MacDonald.

* * *

When we reached the Tower, we found Peter sitting in the arm chair by the fire. A Herbology textbook sat open on the arm and he was scribbling furiously on a piece of parchment. Herbology and Magical Creatures were the only two Newt level classes he had been able to get into and his poor marks in everything else led him to repeating most of the sixth year courses. There was no way he was graduating with us in June.

"Hey Wormtail!" James called. "Seen Moony lately?"

Peter pointed to the staircase. "Bathroom." He said quickly.

I raced up the stairs and into the seventh year boy's dorms. Sure enough Remus's bed was in tatters and the bathroom door was locked. I cast a lazy repairo on Remus's bed and put his things back into his trunk. James came into the dorm a moment later to survey the damage.

"Is he in the bathroom again?" James asked.

"Yeah, I'm going to go try to talk to him."

"Think that's a smart idea? He was pretty pissed at you in Transfigurations."

"I should be fine. You and Wormtail should go grab something to eat. Rem and I will meet you in the Shack when we can."

"Sure thing Pads. Don't die before you get out there."

I chuckled. "I'll try not to Prongs. Make sure to grab lots. I have a feeling we're going to be in for a long night."

James gave me a sly grin and a two-finger salute. Tugging on his tie he clomped down the stairs into the common room. I shook my head and chuckled quietly. His animagus was a delicate-footed stag and yet he walked around like a blind hippogriff in a potions storeroom. It was pathetic.

I peeled off my uniform and chucked it under the bed. I wouldn't need it tomorrow anyways. I found a pair of denims in the bottom of my drawers and pulled them on so they hung low on my hips. I didn't bother with a shirt or shoes. I made my way to the bathroom barefoot and pressed an ear to the door. I didn't hear any water running or anything crashing to the floor so I lifted a hand and rapped on the door with two knuckles.

"Remus, its Sirius. Can I come in?"

"Fuck off Sirius!" Remus shouted through the door.

"Come on Rem. Let me in."

"I said 'fuck off!'"

I huffed and rested my head against the door. "Wormtail and Prongs have gone down to nick some stuff from the Kitchens for us. They're going to meet us at the Shack. Let me in then we can go down together."

There was a pause. "Are they bringing sprouts? And blue steak?"

"I'm sure they'll remember to grab some." After what happened last night at dinner, I'm almost positive they wouldn't forget.

"If they don't, I'll rip you to shreds," Remus warned.

"You would rip us to shreds with or without the sprouts."

The door flew open suddenly and I tumbled to the side – I had been leaning on the door – falling right into Remus. Catching me with reflexes I didn't think he had, Remus looked at me curiously before righting me and stalking back into the bathroom. Using the open door as an invitation, I followed.

"Merlin damn us all," Remus muttered as he splashed water on his face. "How can you joke about stuff like that Sirius?"

I shrugged and rested my hip against the sink stand, my arms crossed over my chest so the muscles bulged. "Humor is my medicine I guess."

"Glad it's not Firewhiskey or anything," Remus commented. Shaking the water droplets out of his hair, he turned to me. "Can we get out of here? I'd really rather not turn into a monster around the little first years."

"To be fair, I'm sure they're all terrified of you by now. You've been a complete arse to them for the past two days."

Remus shoved me with his shoulder. He was a good half-a-foot shorter than I was, so his shoulder hit just above my elbow. I smirked and followed him out of the bathroom. Remus shucked off his uniform, opting for a pair of tattered sweatpants and an old Gryffindor shirt of James's. I put on a shirt and a pair of shoes and followed Remus down the stairs.

The common room was full of students now that class had ended. They all looked at Remus warily as we made our way to the door. He looked like he wanted to bite their heads off when the whispering started. Not wanting a Transfigurations class repeat, I placed a hand on Remus's lower back and guided him out the portrait. On the other side, Remus tried and failed to calm himself down.

"When's sundown?" He grouched as he took off down the hall. I had to sprint to catch up.

"Around 6:00, I think."

A growl escaped Remus's lips. "And what time is it now?"

I peeked down at the watch on my wrist. "4:00."

Another growl. "Perfect. Another two more bloody hours until I lose my sanity."

* * *

When I had finally gotten Rem calm enough to get through the halls, down the stairs and out onto the grounds, the sky had a light pink tint. More than once, we stopped in bathrooms to keep Remus's temper in check. It was a particularly long stay after a fifth year Slytherin insulted him and Moaning Myrtle showed up in the toilet. By the time we had gotten to the snow-covered Whomping Willow, it was already ten after five. Remus and I were both shivering. We had both conveniently forgotten that it was cold out and left all our winter gear in our dorm.

I checked over my shoulder to see if anyone was watching before levitating a small branch to the knot in the base of the tree that would still the tree's movements. The branches, bear of any leaves, were already wrapped up tightly to ward off the chill and when Remus and I made our advances, it remained immobile. Ushering Remus forward, the pair of us ducked into the tunnel under the tree's roots.

The smell of cold earth seemed to calm Remus down as we made our way on our hands and knees towards the Shrieking Shack. Once upon a time, the tunnel was big enough for us to walk through (ducked low of course) but the Marauders grew as the years passed and the tunnel stayed the same size. When I felt cold rock beneath my hands, I straightened up slightly and sprinted after Remus up the stairs to the cellar.

Up on the top floor of the house was where we met James and Peter. There was a red picnic blanket spread on the floor heaped with steak (blue for Remus and medium-rare for the rest of us), bowls of potatoes, carrots, bread and sprouts. Four goblets of pumpkin juice sat next to the cracked chine plates we had found on one of our first visits to the shack as a group. Two wool blankets were in the corner and two more were folded on the bed.

"Remus! Sirius!" James bellowed when we came up the stairs. "We were beginning to think you got lost!" He smirked as we blew on our cold hands in an effort to warm them up.

"Or took a beating from the Whomping Willow," Peter added.

Remus scowled at the two of them. Sitting down on the floor, he grabbed a steak and bit into it. Blood dripped down his chin and into his lap. James and I, born and raised on Pureblood traditions, crinkled our noses at such a lack of manners. Not that it mattered. There was no silver to eat with. Digging in, James, Peter and I each grabbed a steak and alternated dipping our fingers into the potatoes and carrots. Remus held a monopoly over the sprouts.

Around five fifty, the plates were cleaned and put back in the cupboard. Candles and gas lamps were lit to fight off the darkness while James and I played chess against Remus. Peter sat watching because he was about as good at chess as he was at school.

"You can't move the bishop there James," I complained. There was a reason James and I teamed up against Remus: James and I couldn't make and educated decision on our own.

"And why not?" James asked, his fingers poised above the white piece.

I pointed to Remus's king. "That's why you dummy. Three more moves and this game would be over."

James rolled his eyes and ordered a pawn forward instead. It was quickly taken down by Remus's knight and with a smirk, he moved in for the kill regardless of our bishop's placement.

"You screwed us over Padfoot! Good going!" James said as our queen was blasted apart.

This time I was the one to roll my eyes. "Who cares? Anyone up for a round or two of Exploding Snap?"

Peter bobbed his head up and down and skittered up to retrieve the deck of cards. I glanced over at Remus to find him gazing blankly at the now-empty chess board.

"Rem?" I asked quietly. When he didn't respond I hitched a finger under his chin and pushed up so he would look at me. His amber eyes were glazed and out of focus. Looking down at my watch I saw that it was just after 6:00. The moon would be up in an hour.

"James go grab the Wolfsbane out of the cupboard will you," I said quietly as I watched Remus. After a minute he shivered and blinked at me. "And a blanket," I added quickly.

I pushed the game board aside and shuffled over to where Remus is sitting. He stared at me blankly and his fingers twitched. Soon, I know, it will be his hands, then his arms. His toes would go next, then his feet, then his legs. By the time the moon was rising, he would be twitching all over. The Wolfsbane would hold off the reactions slightly and make his transformation a bit less uncomfortable. Watching him made me hurt. I wish he never had to go through it ever again. That was irrational thinking though. In order to never transform again, Remus would have to be dead. That was something I could never wish upon my best friend. Snape maybe. But never Remus.

James tossed me the small bottle of pale potion. Gently coxing Remus's mouth open, I poured it into his mouth and stroked his throat until his swallowed. This was the easy part.

After a while, Remus started to respond. He blinked a few times and watched us all curiously. Pretending that it didn't bother us, James and I returned the empty Wolfsbane bottle to the cupboard and double checked that that we had all the right ingredients for the next batch. We did, as always. The stuff we started last month was almost ready to bottle. Grabbing a blanket off the floor, I moved over to Remus and offered it to him.

He shook his head. "I don't want it."

Shrugging, I tossed it back into the corner and sat down Indian-style beside him on the floor. James and Peter joined us and made a complete circle. Remus looked down at his twitching fingers and cracked them. The sound broke all of our reveries.

"James you said something about Exploding Snap?" Remus asked.

James's eyes lit up and a smile flooded his face. Leaning back, he grabbed the cards from where Peter had left them and dealt them out.

* * *

By our third round, Remus and I were playing together because his hands were shaking too hard to hold his cards. He'd tell me which cards to play – "The one second to the left Sirius! No your other left. Yes that one" – and we beat James and Peter both twice more before we had to pack the cards away. Remus's legs succumbed to the spasms around 6:45 and he was a twitching mess on the floor. I was the only one brave enough to get close to him. James and Peter were scared they were going to get wacked with flying limbs. A second dose of Wolfsbane and been administered at ten minutes to seven, making Remus calm enough to lie with his head in my lap for a few minutes before the real transformation began.

"I'm scared Sirius," Remus whispered when James and Peter weren't listening.

I ran my fingers through his sweaty blond hair and sighed quietly. He told me this every time. I didn't know what to tell him. Usually I said nothing and let Remus be.

"I'm scared too," I whispered back. "I'm so scared for you."

Remus's amber eyes flicked up at me. They were getting darker. Not the same beautiful gold I was used too. "Why are you scared?"

"Because it hurts."

"I'm sorry."

"It's not your fault. I just care too much for you."

"Sirius?"

"Yeah?"

"Thanks."

Remus wove his fingered deeper into the fabric of my jeans. The twitching had started to get violent again. James had noticed, as had Peter. They put away the potions ingredients they had been sorting and stood watching with solemn expressions. James pushed the window open so the moon, obscured with clouds, would be visible. I carefully unlatched Remus's fingers from my trousers and picked him up. I walked over to the moonlit spot on the floor with him in my arms. Once he was in the moonlight, Remus started shaking harder and let out slow howls. It was cruel to subject him to this but at least his transformation would be quicker. This was the hard part.

I set him down on the floor and backed away. I was almost out of reach when a hand grabbed my foot.

"Stay," Remus groaned out.

I locked eyes with James who nodded. I sunk down on my knees and hugged Remus close. I knew there were tears in my eyes and I pressed my face into Remus's hair to hide them. I could feel the muscles strain under his skin, the bones shifting and growing and his pounding heart in his chest. As the clouds cleared, Remus's body gave a huge spasm, effectively throwing me away, and the transformation became visible.

Hands and feet became paws, ears pointed, a nose became a muzzle and eyes changed from gold to black. Remus's spine arced and there was a sickening sound of cracking bones. My eyes flicked away and over to James. He was ready with his wand and the last bottle of Wolfsbane. Beside him, Peter was a small grey rat on the dusty wood floor. James's eyes gave me the okay and I succumbed to a transformation of my own.

When I opened my eyes, my senses were sharper and my vision at a very different height. I looked on at Remus, who was in the last stages of his transformation. With a long, painful howl it was over and lying in front of me was the memory of my best friend. Remus was gone and in his place was the monster that was slowly killing him. The werewolf pushed itself up off the ground and turned to face me. With a snarl, it lunged.

I pounced and swiped at it with my claws. I hit its shoulder, leaving a fairly good gash. I had the urge to lick it and say I was sorry. Later I told myself. Right now I was busy.

Teeth sank into my side and I howled in pain. I blindly batted up and felt my paw connect with something hard. There was a growl and I looked up to see Moony shaking his nose. I smirked. Headshot. Behind him, James had snuck up with a syringe full of Wolfsbane. Moony lunged and James followed. With one swift motion, James jabbed the needle into Moony's shoulder and pushed down the plunger. There was a yelp of pain, the sound of metal hitting the floor and a silent _whoosh_ of an animagus transformation.

Prongs made his way slowly around the quivering werewolf and stood by my side. It was always weird looking up at him. Wormtail appeared on Prongs' shoulder after a moment and we watched Moony recover from the Wolfsbane.

His eyes searched us. Beside me, Prongs stiffened and lowered his head so his massive antlers were pointed towards Moony. Wormtail had a vicious look in his little eyes and his round ears twitched as he picked up the sounds of the old house. I heard them too but I wasn't as paranoid as Wormtail was. When Moony let out a howl, I crouched low – ready to attack when the werewolf did.

Moony shuddered once, working out the last kinks of the transformation. When his head snapped up, there was no time to react before he was on us. I was knocked off balance as a huge grey body landed on me. I swiped up with my paw and felt it connect with something furry. When I lowered my paw, I saw that the claws were coated in red.

An infuriated snarl rumbled the chest of the beast above me and a massive paw caught me in the muzzle. I wined pitifully and a quick flash of guilt flooded Moony's eyes before it disappeared. I wiggled and managed to move my hind legs into a position to throw my attacker off. With a quick look at Prongs I shoved my legs into Moony's gut and antlers caught him in the side. Working together like a well-oiled machine, Prongs and I were able to push Moony into the corner by the bed. A panicked squeak let us know that Wormtail had been using the underside of the bed as a hiding place.

I looked over at Moony who was struggling to stand. His right shoulder looked sore and small whimpers could be heard when Moony put any pressure on it. Slowly, I got up off the floor. Watching the werewolf carefully, I made my way towards him with small steps. Moony eyed me cautiously but made no move to attack.

Up close I could see the damage I had done. A long red cut ran down the left side of Moony's face, from his eye to his chin. I yipped once and Moony let out a low howl in return. Keeping eye contact, I moved closer still until I was nose to nose with the werewolf. Cautiously I licked the cut and Moony whimpered. I licked his face again before nuzzling my face into his sore right shoulder.

Moony shuddered and ducked his head near mine. Doing this, he didn't see Prongs transform nor did he see James climb onto the bed with a second syringe filled with a Calming Draught. Moving fast, James stuck the needle into Moony's left shoulder and let the fluid inside drain out. Moony snarled and James dropped the syringe on the floor before transforming back into Prongs. Wormtail shot out from under the bed and rolled the syringe over to the side of the room.

Moony's head whipped over to stare at Prongs once again. I turned to look at him too and he nodded once. I yipped and Moony focused his attention on me again. I stared into those black eyes that I hated and opened my mind to his.

_Remus, its Sirius. Can you hear me?_

Occlumency was the only way we could communicate with Moony while we were in our animagus forms. I was the only one who had mastered it enough to be able to communicate directly with Moony. Prongs was only able to show memories and Wormtail was too stupid to bother learning. So now it was my job to see if Moony was stable enough for us to go out or transform back to our human selves.

_Remus, its Sirius. Can you hear me?_

Moony shook his head. I knew he could hear me but I wasn't about to stop now. I needed to hear Remus's smooth lilt again.

_Remus, its Sirius. Can you hear me?_

The reply came after a long minute. _Yes._

_ How are you feeling? Did we hurt you?_

_ I'm a little sore. Post-transformation pain but I'm sure I'll be fine. And no, you didn't hurt me._

_ Good. How much do you remember?_

Moony blinked a few times and I could almost hear the gears in his mind turning as he tried to remember. _I remember as far back as telling you to fuck off in the bathroom. Everything before that is a blur. So is the transformation but that always is._

I nodded. _I'll give you a few minutes to sort yourself out. Tell me when you're ready._

Moony nudged me with his head and lay down on the wooden flood. I lay down beside him and curled into his side. Prongs looked at me expectantly. I shook my head and he wandered away. Moony nipped playfully at my ear and swatted me with his tail. I smiled a toothy grin and nudged my nose into his shoulder. He winced and I licked it in apology.

_You and James really pushed me far._ Remus's voice whispered in the corner of my mind. Moony turned his grey head and licked my nose. _I'm sorry for hurting you._

_ It's alright. Nothing a little Dittany can't fix._

Moony licked my muzzle again and Remus stayed silent for a while. I watched him and he watched Prongs and Wormtail play their game of stomp-on-a-rat. Wormtail would scurry around Prongs' hooves in a little grey blur as Prongs attempted to step on him. Every so often Prongs would get a lucky strike and Wormtail would let out a pitiful squeak much to the delight of the rest of us. Served him right, the little bastard.

_You're staring._

I snorted and patted Moony on the nose. _I am not._

_ You are. I'm not blind Sirius._

_ So what if I am? I don't get to see you like this very often._

Moony made a disgusted sound in the back of his throat. _What, as a raving beast? You see me like this plenty often. Far too often if you ask me._

_ No not as a werewolf. _Moony shrugged and turned his head away from me. _Don't bother denying it Remus. You're a werewolf and you're going to be for the rest of your life. It's a good thing you have James and me to put up with you._

_ What about Peter?_

_ I'm not sure Pete really cares. He's just here for the ride and the tiny bit of popularity that comes with it. But that wasn't what I was going to say. I was going to say I don't get to see you calm like this very often. At least, not in this form._

Moony raised his head and looked over at something in the distance. _It's late. Let's go running._

I grinned a crazy toothy grin. Getting up, I pounced playfully on Moony's back and rolled off the other side. I was giddy now. My animagus had been crazy waiting for his chance to go running. I barked happily and Prongs and Wormtail looked over at me. I ran right at them and wagging my tail like mad I dashed down the stairs that led to our secret back entrance. I heard the rest of them following me. Soon the cool air was filling my nostrils and my friends and I were running wild in the field behind the house.

Moony howled at the moon, something I always laughed at later, before charging at me. I crouched down on my front legs so my furry arse was raised in the air. Moony copied my stance in front of me. My black eyes met his equally black ones and for a moment we just stared at each other. As much as I hated seeing my best friend like this, it was always one of my favourite times when Moony and Padfoot got to play together.

I yelped in pain as something poked my bum. I jumped up, spinning in midair, just in time to see Prongs prancing away with a smug look on his face. A chuckling-growl sound echoed in the night air behind me. I stuck my head between my front legs and watched an upside-down Moony smirk at me. I knew what he was thinking without using Occlumency. Out here we didn't bother communicating. Our actions spoke for themselves. With another smirk, Moony lunged forward and pushed me. With my head still between my legs I tumbled forwards and sideways in a sloppy summersault, landing ungracefully on my back.

I looked up at the inky-blue sky and the twinkling stars. Immediately I picked out my star, Sirius, the one I was named after. I smiled at the winking Dog Star before clamouring to my feet to chase down my two best friends.

* * *

Many hours later we were back in the Shrieking Shack, Moony and I snuggled together by the window while Peter helped James brew a new batch of Wolf's Bane. It was almost four in the morning and my eyes were beginning to droop. Moony let out little snores rhythmically, something he did as both Moony and Remus when he was asleep. I was about to drop off to sleep too when James's lilting voice caught my attention.

"Do you think he knows yet?"

Through bleary eyes I watched Peter hand James a small glass vile of bats spleens. The stout boy shrugged "which one? I'm not sure either one does."

James chuckled softly and counted out the right measure of bats spleens. "You're probably right. They're both so thick when it comes to each other."

"I was watching them tonight," Peter said. "I know Pads plays with you all the time but he was so much more focused on Moony tonight. And Remus asked Sirius to stay during the first parts of the transformation. That's new so maybe they're starting to pick up on it."

What were they on about? I was always concerned about Remus's transformations. He was my best mate, after James. I had every right to be worried. It wasn't my fault Moony was being a cheeky git tonight and needed my attention. James of all people should understand that – with Evans being a little minx and flirting with him at every turn. He was constantly ditching us to go pester her and MacDonald.

"I doubt it. Lily and Mary know something's up between them. Lily asked me last Saturday in Hogsmeade." James stirred the Wolf's Bane with the silver stirring rod. I watched him count under his breath and snorted quietly when he got to twelve. Both Peter and James shot a fleeting look at me before going back to their conversation.

"How was Saturday? You told Sirius and conveniently forget to inform me and Remus. What happened? Did you kiss her?" I admired Peter's enthusiasm. He was only giving James another opportunity to brag about his date.

"Of course I didn't kiss her – you _never_ kiss on the first date! Besides, I only just got her to go out with me, I couldn't risk it and bollocks it up. Then the last seven years would have been for naught and I would be back at square one!" James shook his head at Peter in a way that said '_you are so lucky you have me to guide you_'. Peter nodded his head, his blond hair bobbing in a way that always reminded me of a house elf.

"So what happened? Where did you go? Did you take her to Puddifoot's?"

"Not Puddifoot's, that's more of a fifth or sixth date. When I know that she's willing to go out with me for that long. But, we did go to The Three Broomsticks after we ventured around Honeydukes and some other shops I've never been to before. That reminds me, I need to go into that little trinket shop just down from Tomes and Scrolls. It has some nice things I could get for Mum for Christmas."

"That sounds fantastic, mate. I don't think I'll ever get a date to Hogsmeade let alone a fifth or sixth to Puddifoot's," Peter said solemnly as he gazed into the now pale blue potion.

"Sure you will. I think Alice Williams fancies you. I saw the two of you talking in the hall the other day."

"No, she's dating Frank Longbottom, remember? She was only talking to me because I had ink on my shirt."

"Well, what about Lisa Storvic? She's had her eyes on you."

"The sixth year Ravenclaw? I saw her in Hogsmeade with Keith Davis's younger brother."

"How about…" James kept shooting off names of sixth and seventh year girls from every house but Slytherin and Peter kept coming up with reasons why he would never have a shot with them. I smiled and let my eyes close all the way. I had to hand it to James, it was hard work trying to brew a potion and boost Peter's spirits at the same time. And at four in the morning to boot. Slowly I tuned the sound out and let the blackness take me.

When I awoke the next time, it was because of James's foot poking at my rump. I wined and curled into myself again hoping to fall back asleep for a few more hours.

"Padfoot, wake up you lazy mutt. Remus will be back soon."

Carefully I opened my eyes and stood up from my spot by Moony's side. I stretched leisurely and both James and I cringed at the sound of my back popping. With a yawn I transformed into my human self.

"Welcome back," James greeted as he slapped me on the back. "Sleep well?"

I arched my back and it popped again. "As well as I could on a floor," I muttered while I rubbed sleep from my eyes. "What time is it anyway?"

"Just after seven. Pete's asleep in the bed." James hitched his thumb over his shoulder at the lump that was Peter Pettigrew. He was curled into an impossibly small ball with a stripped Gryffindor blanket covering all the way up to his head.

"When's sunrise?"

"If my Astronomy skills are competent, which we both know they aren't, it shouldn't be for another quarter of an hour." James said. "There's tea, coffee and scones in the basket. There's also whatever we didn't eat last night but I hardly find cold potatoes adequate breakfast food."

"Anything can be adequate breakfast, my dear Prongs," I said as I pulled out my wand. I grabbed the cold carrots and potatoes from the dinner pile along with three teacups, three tea bags and a chocolate chip scone from the breakfast pile. While heating up the carrots and potatoes I munched happily on my scone. The house elves always knew they were my favourite and made a point to put them right in front of me on the table. I fixed my tea with one sugar, one for James – two sugars and a splash of milk – and one for Remus – black – before coming to sit Indian-style on the floor next to James with my breakfast.

"That's disgusting," James commented under his breath as I dipped my carrots into the potatoes and washed it all down with a big gulp of tea. I ignored him and continued eating.

"How did you sleep?" I asked after a moment.

"Well enough. Peter kicked me in the ribs just after I'd gotten to sleep so I moved over to the blanket pile." He lifted his shirt and showed me a green and blue foot-shaped bruise covering his left ribs. I grimaced and he put his shirt back in place.

"You could have come and slept with me and Moony," I said as I took another bite of carrots and potatoes.

"Nah, you two looked too peaceful together. I wasn't about to go bug you." James looked over at Moony wistfully before turning back to me. "You like him don't you?"

"Course I like him," I answered quickly. "He's my best friend isn't he? I can't just go around hating him."

James nudged me in the shoulder. "That's not what I mean and you know it. You've been practically mooning over him since you told us you were gay."

"Ha ha ha, very puny," I said sarcastically.

"I'll admit it wasn't one of my better ones but it's true isn't it. You like him, don't you?"

I didn't answer and looked over at the pale pink sky that was steadily getting brighter over Moony's head. He still looked so peaceful but I knew once the first rays of sunlight hit him he would be in pain again. I put my food aside and looked down at my hands.

"Do you think I'm crazy?"

James looked appalled. "Why would I think you're crazy?"

"Because he's him and I'm me. We would never work together like that."

James put his arm around my shoulders and subconsciously I leaned into him. "I think that's exactly why it would work. You're you and he's him. It's Sirius and Remus. It's Padfoot and Moony."

I looked up at him. "That's not making any sense."

"Sure it does. You two are best friends. On some subconscious level, you need him just a little bit more than anyone else. So does he. It fits."

"I'm not sure."

James chuckled. "Pads, you're never sure of anything. Just trust me and put some of that blind Gryffindor courage to good use for once."

I looked back at Remus still trapped in his werewolf body. He looked peaceful. A small smile crossed my lips and I caught James smirking at me.

"I think you should tell him."

"Tell him? He's not even gay! It's humiliating enough without him knowing."

"I honestly don't think it will matter whether he's gay or not. It's Remus, for Merlin's sake! He would be more hurt knowing that you kept something like this from him."

"What would I even say to him? 'Oi, Remus! So I've been meaning to tell you that I fancy you in a way that best mates shouldn't fancy each other and I would really appreciate that you didn't tell anyone else and forget that I ever told you. What do you think we're going to have for supper?'" I shook my head. "I'd far sooner cut off my left hand."

James rolled his brown eyes. "Personally I would just go up to him, slam him against the wall and snog him senseless."

"James!"

James chuckled. "I'm just kidding. I'm not going to steal your man." I blushed fiercely and James chuckled, his chest rumbling under my shoulder. "Mate, you've got it bad."

"Bugger off." I pulled out of James's arms and went about putting away my breakfast. "'Sides, even if he was gay, he sure as hell wouldn't be interested in me."

"You obviously can't see it because you're thicker than Pete when it comes to him…"

"Hey!"

"…but he's _definitely_ into you."

"What! No he's not!"

James snorted. "Of course he is. He's using every excuse in the book to be right next to you!" At my doubtful look he continued. "He's always trying to maintain some sort of physical contact and he's running circles around you. Take last night for example," James said quickly when I huffed and turned away. "He did everything he could to keep your attention on him. He picked that fight with you in Transfigurations, he cuddled up to you until his transformation, he goofed off with you outside and he fell asleep with you. If that doesn't mean he likes you back nothing does."

"It probably doesn't mean anything. He always acts vulnerable during nights like these." If what James was saying was true and Remus _did_ like me back, I wasn't sure why I was trying to convince myself otherwise.

"But what if it _does_ mean something, Sirius. I don't want to see one or both of you alone for the rest of your lives! Just talk to him and see what happens."

"I really don't think that's such a good idea," I said quietly. "I don't want to risk anything and we both know that I would bungle everything up by saying something."

"It can't hurt that bad to just try…" James started.

A pitiful wine echoed through the house. James and I turned to see the first sunrays of morning glistening off Moony's grey fur. I knew it was a painful moment for both of us but I couldn't help thinking that I had never seen something so beautiful from something so horrible.

'_My only love sprung from my only hate_' I thought bitterly.

Moony howled again and his eyes shot open. I walked towards him in a daze and fell to my knees in front of him. His black wolf eyes were giving way to the familiar amber of Remus's. He whimpered and I ran my calloused hand over his sweat-soaked fur. I felt a hand on my shoulder. James had come to kneel beside me.

"It won't be long now," he whispered.

I nodded. I looked back at Remus struggling to get out and knew right then that I couldn't live without him. I could handle the pain of his transformations if he could as well. I turned to look at James.

"If you and Pete give me some space, I'll tell him. But," I added when I saw James's giddy grin, "if things don't go well, you are paying for however many Firewhiskeys it takes me to forget I ever told him."

James nodded and held out his hand. "Consider it done."

We shook hands and James got up to go wake Peter up. In the back of my mind I could hear the scuffle of James shoving Peter out of bed and the two of them arguing about who had to carry the basket of food. I was so focused on Moony/Remus that I didn't hear them leave.

Moony's back arched and the bones in it popped and cracked. This was always the worst transformation – from wolf to man – since Remus flat-out refused to take any Wolfsbane. He figured it was better to endure a little pain on the last transformation than to kill his best friends as a raving beast. We always said that we could make some extra but he wave away our offers claiming that a bout of muscle relaxant potion and some Essence of Dittany would do him just fine.

I continued to stroke his fur, not sure what else to do. I knew rationally there was nothing I _could_ do but I always found something to do to pretend that it made a difference. Moony whimpered again and a shudder wracked his whole body. I squeezed my eyes shut and willed away the tears. Remus would think he had hurt me if he saw them. Little would he know that almost all my tears were for or because of him.

Slowly the wolf-like features I hated so much began to fade away to the human ones I loved. The amber eyes erased any evidence of the black ones that had previously been there. Claws morphed into fingernails and toenails with hands and feet to match. Grey fur sunk into pale peachy skin, leaving an unruly mop on the top of Remus's head which bled from grey to gold.

Once the wolf was gone and the man was left, Remus raised his head to meet my worried gaze. We took twin shaky breaths and I carded my fingers through his blond hair. He looked past me, his eyes searching for James and Peter.

"They've left already," I whispered. "It's just us."

"Why…" Remus started to speak before a bout of coughing overcame him.

I rubbed his bare back, feeling the tense muscles jump under the skin. "Shh, don't talk just yet. I'll take you over to the bed then I'll get you some water."

Remus nodded and as carefully as I could, I eased my arms under him and carried him to the bed. Instinctively, he curled into my chest. His skin was burning up – a side effect of the transformation – but he was shivering like he was frozen. He whimpered quietly and I hugged him a bit closer. In the back of my mind I was aware that he was naked but couldn't find it in myself to care.

I lay Remus down in the middle of the worn bed and pulled the striped Gryffindor blanket Pete had been using over him. His tired amber eyes watched me as I pulled the bottle of muscle relaxant potion out of the cupboard. I grabbed an empty goblet as well as his cup of tea before making my way back to the bed. After filling the goblet with water, thanks to the Augamenti charm, I lifted it to Remus's parched lips and helped him drink.

"Here," I said when he had finished, "I brought you some tea."

Remus took the cup in his shaky hands and breathed in the warm aroma. "Thanks," he whispered.

I nodded and unscrewed the jar of potion. "How are you feeling?"

"Wolfy," Remus chuckled. "I hurt everywhere."

"I'm sure you do," I whispered back. I took some of the white ointment and heated it up in my hands before rubbing it over Remus's exposed shoulders. Remus hissed as the potion heated up his tense muscles and relaxed them. I worked my fingers into the knots beneath the skin until the ointment had rubbed off my hands. I reached for some more and worked my way down Remus's left arm.

"James and Peter went back up to the castle already?" Remus asked after a while.

"Yeah, they wanted to get some sleep." _And me some time alone with you_.

Remus nodded. "How long were they up last night? I fell asleep just after James brought the cauldron out."

I shrugged then realized that Remus couldn't see me. "I'm not sure. Probably just after 5am. I fell asleep shortly after you did." I was rubbing the potion into Remus's right arm now.

Remus didn't speak again for a while and I thought he had fallen asleep. I pulled the blanked down and folded it around his hips before working more of the ointment into his tense back muscles. I could feel the bones of his spine under my hands and in the right light I could see them sticking up when he arched. He was far too skinny. My fingers hit a tender patch near his ribs and Remus sucked in a breath.

"Did I hurt you?" I asked. I hoped he couldn't hear the panic in my voice.

"Not really," Remus groaned. "I just didn't realize that it was still that sore. James got me pretty good with his antlers last night."

"Sorry about that," I said quietly as I started rubbing his legs. "I didn't think we would throw you that far."

Remus chuckled and moaned as I worked out some of the tenser muscles in his thighs. Without looking I knew his eyes would be closed and his mouth open just a little bit, enjoying the intimacy of the act. This was one of my favourite – the only good part really – of his transformations. It was times like these where I got to enjoy Remus's company and make him forget about all the pain.

"You're awfully quiet," Remus commented, breaking me from my reverie. "What's on your mind?"

"Nothing really. I'm just thinking."

Remus stayed silent and hummed in contentment as my hands worked the extra lotion on my hands into his back. When all the potion had been absorbed into Remus's scarred skin, I closed the jar and flopped down next to my best friend. Remus rolled onto his side and smiled tiredly at me.

"Tired?" I asked. A lock of blond hair had fallen into Remus's eyes and I brushed it back without thinking. Amber eyes closed but a hand shot up to catch mine.

"Stay with me," Remus whispered.

I nodded even though his eyes were closed and settled into the worn-out mattress. Remus still had my hand clasped in his, our fingers threaded together loosely. I looked at the differences between our hands: his were all pale skin, long fingers covered with old, faded scars whereas mine were calloused, tanned and stubby fingers ending in broken fingernails. I marvelled at how perfectly his fingers fit into the spaces between my own. My thumb traced a particularly nasty cut on the back of his hand and I tried to remember where he had gotten it.

Remus's breathing had deepened and I was sure he was asleep. I just lay there watching him. I had done this more than once, but always from the privacy of my bed with the curtains drawn. I never had him right next to me. I loved how his long eyelashes fluttered against his sharp cheekbones and how his nose crinkled ever so slightly as he breathed. I loved the way his hands were curled tightly to his chest and how his toes brushed up against my legs when they flexed. I loved everything about him.

"I love you," I whispered.

"Really?" came the quiet response.

I stayed quiet hoping that Remus would dismiss my confession and go back to sleep (if he even had been before). However an amber eye winked open and looked directly at me. I knew that I was in for the long haul now.

"Do you really love me?" Remus asked just as quietly as he had before.

I nodded slowly; making sure I never broke eye contact.

Remus moved so he was leaning up on his elbow. His shaggy blond hair fell forward, casting his eyes into shadows. I could feel the heat of his intense stare and flushed. I ran my hand over my face and rolled over. I tensed up waiting for his answer.

"It's nothing to be embarrassed about," Remus said. I felt his hand on my shoulder and relaxed slightly. When I didn't roll back over to face him, Remus spoke again. "I never knew you felt that way about me … or anyone really."

"But that doesn't mean you like me back in the same way." I pushed myself up so I was sitting against the footboard of the bed. "I'm not embarrassed because I told you. I'm embarrassed because I'm a gay man who's fallen in love with his straight best friend."

"I'm not straight though." Remus confessed quietly. He sat up against the footboard beside me. I was very aware of his shoulder touching mine.

My head whipped around and I stared at Remus wide eyed and mouth gaping. "You're gay too? Merlin's pink striped undershorts, James is going to have a field day when he finds out."

Remus chuckled softly. "James already knows. He saw me and Jacob Thomaston kissing near the kitchens last year."

This was all news to me. "And why am I just hearing about this now? I thought you hated lying to people!"

"I didn't tell you – and James swore to secrecy that he wouldn't tell you – because I had the growing suspicion that you were gay as well. James thought you might be too. We decided to wait to tell you until you came out. James has been keeping my secret for the better part of six months."

"I can't believe you didn't tell me."

"I'm sorry," Remus whispered. We were both quiet for a long time. The sun was rising, turning the previously dark sky into an explosion of pinks, purples, oranges and pale blues. The early morning light warmed the room and I watched as the dust motes floated lazily in the air, illuminated by the sun.

"I'm going to be one hundred percent truthful with you," Remus said. I turned to look at him. He smiled and a long finger traced the side of my face. Remus's eyes were wistful – a dream-like quality that I had never seen before. "I love you, too" he whispered softly.

Slowly, Remus leaned in towards me. Subconsciously I leaned towards him too. At the first brush of our lips I realized that nothing had ever been this real to me. Being sorted into Gryffindor, leaving home, turning into an animagus; everything paled in comparison to that first kiss. Remus's hands were touching my face in the gentlest caress. I leaned in closer and he pulled away.

"Is that really what I've been missing all this time?" I asked softly.

Remus chuckled and pecked me on the mouth once more. I smiled against his lips, tasting tea and what I knew was distinctively Remus. We were both grinning like madmen when we parted.

"You don't know how much you're missing," Remus said slyly.

"I hope there's time for me to find out."

"I'll always make time for you," Remus said quietly. He yawned and rested his head on my shoulder. "Right after I have a nap."

"Oh no you don't," I pushed Remus's gently into a sitting position. He blinked blearily at me and I pressed a kiss to his forehead. "Let's get you up to the dormitory first. There's no need to stay here."

Remus sighed. "But I'm so tired, Sirius."

"I know but we'll be up in a jiffy. It will be much nicer to sleep in your own bed instead of this hunk of junk."

"Alright," Remus muttered sleepily. He picked up his half-drunk cup of tea and knocked back the rest, hoping it would keep him awake. He helped me gather up the rest of our stuff and we made our way through the tunnel and across the grounds. By the time we got to the Gryffindor Tower, I was practically carrying Remus. He was muttering gibberish under his breath but I knew that once I got him in bed and a Dreamless Sleep down his throat he would be fine. He stumbled almost drunkenly down the halls and my arm around his waist was the only thing keeping him upright.

The Fat Lady gave me a knowing wink as she let me into the common room and I heard her snicker as I struggled to get Remus through the portrait hole. I growled in response.

"Come on now," I said to Remus. "Just up the stairs then you can go to sleep."

"I'm so tired, Sirius," Remus whispered.

Rolling my eyes, I threaded my other arm under Remus's knees and swung him up into my arms. He smiled and closed his tired, bloodshot eyes. Treading as carefully as I could I made my way up the stairs to the boys' dorms.

When I opened the door with my foot, I could hear James and Peter talking on the other side. The conversation died on their lips when they saw me carrying Remus in my arms. I scowled when James flashed me a knowing smile and proceeded towards Remus's bed.

"So is it safe to assume that I'm not going to have to waste my galleons on you in the bar tonight?" James asked. He got up and leaned his hip on the end post of Remus's bed.

I looked over my shoulder and brushed my long hair out of my eyes. "No you can waste your galleons on me later when I'm broke. Now stop grinning like an idiot and help me."

"Oh, right," James said quickly as he rushed over to pull the sheets down. I lay Remus in his bed and covered him up. A flick of James's wand sent the curtains fluttering closed.

"So," James said bumping my shoulder with his, "how'd it go?"

I flopped down on my bed and flung an arm over my eyes. James scrambled to sit on the end. "It went well."

"Stop with the nonchalance and tell me everything!"

I lifted my arm and raised my eyebrows at my best mate. "You've been spending too much time with Evans and MacDonald. For a second there I thought you'd turned into a bird."

James rolled his eyes. "Lily and Mary have had no effect on me whatsoever. Now stop acting like a prat and tell me what happened."

"It was so romantic; we professed our mutual love for each other while sitting in a field of daisies and when we kissed rainbows shot through the skies and unicorns galloped past."

"Wanker," James laughed. "Did you actually kiss him though?"

"Why the hell should I tell you?"

"Because if it weren't for me, you two wouldn't even be together in the first place. I'm like your personal relationship fairy and as payment all I ask for is for you to tell me if you kissed him or not."

"Some fairy godmother you are. You knew since last year that Remus was gay and you didn't even tell me." I sat up and glared at James.

"In my defence I didn't even know you were gay."

"Yeah, well Remus told me that you did," I huffed and crossed my arms over my chest.

"Figured he would. Look, I'm sorry I didn't tell you but Remus swore me to secrecy. What kind of person would I be if I didn't keep my best mate's secrets?"

"A bloody Slytherin if I ever saw one," I joked.

James laughed. "I'm glad you're not mad." He stared at me for a moment before a crooked smile split his lips. "So, did you kiss him?"

"You're really not going to let it go, are you?" James shook his head. "Alright, we kissed but it was more of Remus kissing me than it was me kissing him."

"Remus kissed you?"

"That's what I just said, wasn't it?"

James sat back against the foot board and folded his arms over his chest. "Wow. I'm good."

"Don't get too cocky there, mate."

"I could say the same thing to you," James countered with a smirk.

I just shook my head and looked over to where Remus was sleeping behind the curtains of his bed. Peter was sitting on the floor where James had left him, scribbling violently on a piece of parchment and pretending that he didn't just overhear mine and James's conversation. For the first time since I got burned off the Black family tree, I felt truly happy.

"James?"

"Yeah?"

"Thanks."

"No problem mate. You deserve it. You both do."

* * *

**AN: Whew! That was the longest story I've ever posted on this site. I really hope you all liked it. It was my first time writing Marauders (and Wolfstar) so leave me a review and tell me how I did. I'm thinking of writing a short prequel about Sirius telling James, Remus and Peter that he's gay. Yay or Nay?**


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